California keeps its business register at the Secretary of State, inside the Business Programs Division. The Business Entities team there files articles for LLCs, corporations and limited partnerships, takes the Statement of Information and issues certificates. Filing, ordering and the CA SOS business search all sit in one portal, bizfile Online.
California splits the work between two agencies more than most. The Secretary of State keeps the record, but the Franchise Tax Board collects the $800 yearly LLC tax and can suspend a company that does not pay. That is why a California status line often names SOS, FTB or both.
Running a CA SOS business search
The bizfile Online search takes a name or an entity number. Choose Keyword to match words anywhere in the name, Exact to match the full name with its spacing, or Begins with to match the first words. An Advanced option lets you look for officer and director details.
| Official business search | bizfileonline.sos.ca.gov/search/business (sos.ca.gov, checked ) |
|---|---|
| You can search by | business name (keyword, exact, begins with), entity or file number (entity number), includes officer/director and agent data (sos.ca.gov, checked ) |
| Name availability check | bizfileonline.sos.ca.gov (sos.ca.gov, checked ) |
| What a result means | Not an official certification. SOS disclaimer: information is provided 'as is' and SOS is not responsible for loss from reliance on its accuracy, reliability or timeliness. The search returns entities regardless of current status and excludes general partnerships and LLPs. (sos.ca.gov, checked ) |
- Name search modes: Keyword (words in the name), Exact (include spaces and punctuation), Begins with (first words).
- Periods, commas, quotes, slashes and parentheses are removed, so D.A.R.E. finds D.A.R.E. and DARE.
- Spacing is not ignored.
- The search ignores &, hyphens and the words AND, CORPORATION, LLC, THE, PARTNERSHIP.
- Keywords longer than 12 characters are cut off after 12.
- Corporation numbers: C plus 7 digits. LLC and LP numbers: 12 digits.
- Search returns all matching entities regardless of status; general partnerships and LLPs are not included.
From sos.ca.gov, checked .
A few habits save time. Leave out words like LLC and THE, because the search ignores them. Keep each keyword short, since the system cuts anything after 12 characters. General partnerships and LLPs are not in these results at all.
California entity status words
California status words tell you which agency acted. SOS Suspended means the Secretary of State stepped in, usually over a missing Statement of Information. FTB Suspended points to unpaid tax or a missing return. Either way the company loses its powers until it fixes the problem.
| Status shown | What it means |
|---|---|
| Active | Domestic entity has filed its formation document and is authorized to carry out business; foreign entity is registered and authorized to transact intrastate business. |
| Suspended / Forfeited | Powers, rights and privileges, including the right to use the name in California, are suspended or forfeited. |
| SOS Suspended / SOS Forfeited | Suspended or forfeited by the Secretary of State for not filing the Statement of Information. |
| FTB Suspended / FTB Forfeited | Suspended or forfeited by the Franchise Tax Board for tax failures (return, tax, penalties, interest). |
| SOS/FTB Suspended / Forfeited | Suspended or forfeited by both agencies. |
| Canceled / SOS Canceled | Filing canceled because the filing fee payment was not honored by the bank. |
| Dissolved | Entity filed dissolution documents; powers, rights and privileges have ceased in California. |
| Surrender | Foreign corporation surrendered its right to transact business in California. |
| Pending Cancel | LLC filed a cancellation without a valid Tax Clearance Certificate before 29 Sept 2006. |
| Merged Out | Merged out of existence in California into another entity. |
| Converted-Out | Converted to another entity type or to the same type under another jurisdiction. |
| Term Expired | Term of existence in the articles has expired. |
| Inactive | More than one reason; often converted to federal status or consolidated. |
Status wording from sos.ca.gov, checked .
California Secretary of State fees
Articles of Organization for an LLC cost $70, and a foreign LLC pays the same $70 to register. Articles for a stock corporation cost $100, and a nonprofit corporation pays $30.
| Form an LLC | $70 (bpd.cdn.sos.ca.gov, checked ) |
|---|---|
| Form a corporation | $100 (bpd.cdn.sos.ca.gov, checked ) |
| Form a nonprofit | $30 (bpd.cdn.sos.ca.gov, checked ) |
| Register an out-of-state LLC | $70 (bpd.cdn.sos.ca.gov, checked ) |
| Reserve a name | $10 (bpd.cdn.sos.ca.gov, checked ) |
| Annual or biennial report | LLC, every two years: $20; stock corporation, yearly: $25; nonprofit, every two years: $20 (bpd.cdn.sos.ca.gov, checked ) |
| Good standing certificate | $5 (bpd.cdn.sos.ca.gov, checked ) |
| Faster processing | Expedited filing, not available for mailed documents: 24-hour response $350 (Class C), same day by 4:00 p.m. if received by 9:30 a.m. $750 (Class B). Preclearance 24-hour response $500 (Class I). Other tiers exist in the schedule. Fees are in addition to filing fees. (bpd.cdn.sos.ca.gov, checked ) |
Rather not file it yourself? Ask our private filing service about forming or reporting in California. State fees are separate.
Paid expedite is only for online or counter filings, never mail. A 24 hour answer costs $350, and same day service costs $750 if the papers arrive by 9:30 a.m. These charges come on top of the normal fee. The Secretary of State also posts the date it is working on for each filing method, so you can see how far behind the queue is.
Statement of Information in California
California has no annual report under that name. Instead, each entity files a Statement of Information that lists its addresses, managers or officers and agent. LLCs and nonprofits file every two years, and stock corporations file every year. In both cases the filing is due in the month the entity first registered.
The fee, the due date, late penalties and the filing steps are in our California annual report guide.
You can file an amended statement at no charge whenever details change. For a wider view of yearly filings across the country, see our guide on how to file an annual report.
Choosing and holding a California business name
An LLC name must carry "limited liability company", "LLC" or "L.L.C.", and it may not use words such as bank, trust, insurance or corporation. It also has to stand apart in the Secretary of State's records from every other LLC and every reserved name.
| LLC name must include | limited liability company, L.L.C., LLC (Limited may be Ltd., Company may be Co.) (leginfo.legislature.ca.gov, checked ) |
|---|---|
| Words that are limited | LLC names may not include bank, trust, trustee, incorporated, inc., corporation, corp, insurer, insurance company or words suggesting insurance business (leginfo.legislature.ca.gov, checked ) |
| How different a name must be | Name must not be likely to mislead the public and must be distinguishable in SOS records from every other LLC, every foreign LLC authorized in California and every name reserved under s. 17701.09 (leginfo.legislature.ca.gov, checked ) |
| Reservation fee | $10 (bpd.cdn.sos.ca.gov, checked ) |
| Reservation lasts | 60 days (sos.ca.gov, checked ) |
| Reservation form | bizfileonline.sos.ca.gov (sos.ca.gov, checked ) |
A reservation costs $10 and lasts 60 days. You can list up to three names in order of preference. A name cannot be held back to back: at least one day must pass before you reserve it again.
California registered agent rules
Must designate an agent for service of process: a California resident individual or a registered 1505 corporate agent. An entity cannot be its own agent. (sos.ca.gov, checked )
When you need to replace your agent, file the change in bizfile Online. Our guide to changing a registered agent walks through the order of steps.
Certificate of Status from the California SOS
Banks, lenders and other states often want proof that a California company is active. The Secretary of State issues a Certificate of Status for $5 through bizfile Online. Check the record for any SOS or FTB suspension first, since the certificate reflects it.
What it costs, where to order it and what blocks it are in our California good standing guide.
Fictitious business names in California
A DBA in California is called a fictitious business name. You do not file it with the Secretary of State. It goes to the county clerk or recorder where your main place of business sits, and each county sets its own fee.
County, not the Secretary of State. A fictitious business name is filed with the county clerk or recorder of the county of the principal place of business. County fees vary. (sos.ca.gov, checked )
Contact the California Secretary of State
| Office | California Secretary of State (sos.ca.gov, checked ) |
|---|---|
| Division | Business Programs Division, Business Entities (sos.ca.gov, checked ) |
| Officeholder | Shirley N. Weber, Ph.D. (sos.ca.gov, checked ) |
| Phone | (916) 657-5448 (Business Programs), (916) 653-6814 (main) (sos.ca.gov, checked ) |
| Hours | Monday through Friday, 8:00 a.m. to 5:00 p.m., excluding state holidays (sos.ca.gov, checked ) |
| Mailing address | Business Entities: P.O. Box 944260, Sacramento, CA 94244-2600 (bpd.cdn.sos.ca.gov, checked ) |
| Street address | 1500 11th Street, Sacramento, CA 95814 (sos.ca.gov, checked ) |
| Contact page | sos.ca.gov/contact-information (sos.ca.gov, checked ) |
The Business Entities counter is at 1500 11th Street in Sacramento. Have your entity number ready before you call, so staff can find the record quickly.
Sources
- www.sos.ca.gov/contact-information: office name, officeholder, phone, contact page, hours. Checked .
- www.sos.ca.gov/business-programs/business-entities: division, street address, business search, name check, name reservation form. Checked .
- bpd.cdn.sos.ca.gov/pdf/be-fee-schedule-062018.pdf: mailing address, name reservation fee, LLC filing fee, corporation filing fee, nonprofit filing fee, foreign LLC fee, report fee, expedite fees, certificate fee. Checked .
- www.sos.ca.gov/business-programs/business-entities/cbs-search-tips: search fields, search tips. Checked .
- www.sos.ca.gov/business-programs/business-entities/cbs-field-status-definitions: search disclaimer, status terms. Checked .
- leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=1: LLC name endings, restricted words, name rule. Checked .
- www.sos.ca.gov/business-programs/business-entities/name-reservations: name reservation term. Checked .
- www.sos.ca.gov/business-programs/business-entities/faqs/: registered agent rule. Checked .
- www.sos.ca.gov/business-programs/business-entities/faqs: assumed names (DBA). Checked .